NEW YORK, April 9, 2013 (GLOBE NEWSWIRE) -- Voltari Corporation ("Voltari") and Motricity, Inc. ("Motricity") (Nasdaq:MOTR), today announced the consummation of a Reorganization intended to protect the long-term value of Motricity's substantial net operating loss carryforwards.
Upon completion of the Reorganization, Motricity became a wholly owned subsidiary of Voltari, which replaces Motricity as a publicly held corporation. It is anticipated that, as of April 10, 2013, shares of Voltari Common Stock will commence trading on the NASDAQ Capital Market under the symbol "VLTC."
Pursuant to an Agreement and Plan of Reorganization by and between Motricity, Voltari and Voltari Merger Sub, Inc., adopted by Motricity stockholders at a special meeting held on April 9, 2013, Motricity became a wholly owned subsidiary of Voltari, each outstanding share of common stock of Motricity ("Motricity Common Stock") was converted into the right to receive one share of common stock of Voltari ("Voltari Common Stock"), each outstanding share of preferred stock of Motricity became the right to receive one share of preferred stock of Voltari, each outstanding warrant to purchase shares of Motricity Common Stock became the right to receive a warrant to purchase an equivalent number of shares of Voltari Common Stock, and each option to purchase shares of Motricity Common Stock was assumed by Voltari and became exercisable for an equivalent number of shares of Voltari Common Stock. Each share of Voltari Common Stock is subject to certain transfer restrictions (that were not applicable to Motricity Common Stock) prohibiting transfers having the effect of increasing the ownership of Voltari Common Stock by (i) any person from less than 5% to 5% or more or (ii) any person owning or deemed to own 5% of more of Voltari's Common Stock.